Mumbai, India – November 6, 2025 – In a move aimed at consolidating its corporate structure and enhancing operational efficiency, Godrej Properties Limited (GPL), a leading real estate developer, has announced the amalgamation of its wholly-owned subsidiary, Embellish Houses Private Limited (EHPL), with itself.
The decision was formally approved by the company’s Board of Directors in a meeting held on Thursday, November 6, 2025. The move is part of a strategic initiative to simplify the group’s legal entity structure and unlock synergies.
Key Details of the Amalgamation
The Scheme of Amalgamation will see EHPL, formerly known as Embellish Houses LLP, merged into its parent company, Godrej Properties Limited. The transaction is subject to the requisite approvals from the National Company Law Tribunal (NCLT), shareholders, creditors, and other relevant authorities.
Notably, since EHPL is entirely owned by GPL, the merger will not involve any cash consideration or issuance of new shares by Godrej Properties Ltd. Consequently, the shareholding pattern of the listed entity, GPL, will remain unchanged post-merger.
Strategic Rationale for the Merger
In its regulatory filing, Godrej Properties Ltd. outlined a clear and compelling rationale for the consolidation:
- Operational Consolidation: The merger will consolidate the real estate business, leveraging commonalities and synergistic linkages to drive operational efficiency.
- Streamlined Structure: It will simplify the group structure by reducing the number of legal entities, thereby minimizing legal and regulatory compliances.
- Cost and Resource Optimization: The move will enable the pooling of technical resources, personnel, and expertise, leading to optimum use of infrastructure, cost reduction, and the elimination of duplicated administrative functions.
- Enhanced Governance: It will facilitate easier consolidation of financials at the group level and reduce coordination efforts.
Company Profiles
- Godrej Properties Limited (GPL): The Transferee Company, is a publicly listed real estate development giant incorporated in 1985. As per the disclosure, its net worth stood at approximately ₹17,512.97 crore as of September 30, 2025.
- Embellish Houses Private Limited (EHPL): The Transferor Company, is an unlisted entity engaged in real estate development. It was recently converted from a Limited Liability Partnership (LLP) into a private limited company. EHPL’s operations and assets will now be fully integrated into GPL.
The company has confirmed that the transaction does not fall under the purview of related party transaction regulations as per clarifications provided by the Ministry of Corporate Affairs and SEBI guidelines.
With this merger, Godrej Properties Ltd. reinforces its commitment to creating a more agile, efficient, and focused organization, poised for sustained growth in the competitive real estate market.
About Godrej Properties Limited:
Godrej Properties Limited (GPL) is one of India’s premier real estate developers, known for its innovative and sustainable residential and commercial projects. The company is committed to quality and customer-centricity, with a significant presence across major Indian metropolitan areas.
Disclaimer: Not a SEBI Registered Analyst
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